H100 Group Acquires NSD AS
H100 Group has successfully finalized its acquisition of NSD AS, a deal that was first announced earlier this year, with the closing date marked on August 10. This significant transaction has resulted in H100 adding 2,455.37 Bitcoin to its portfolio, elevating its total cryptocurrency holdings to 3,506.4 BTC.
Details of the Acquisition
Remarkably, H100 did not utilize cash for this acquisition. Instead, it opted to issue shares to the former owners of NSD AS, valuing the Bitcoin at SEK 598,926.69 ($62,900) based on a reference price from July 31, 2023. Notably, with Bitcoin currently trading at around $65,158, H100’s total treasury now stands at an estimated worth of $228.5 million.
This acquisition marks H100’s largest merger and acquisition (M&A) in the public Bitcoin sector across Europe and is being highlighted as the world’s inaugural transaction of its kind, executed in Bitcoin for Bitcoin. A binding share purchase agreement was initially signed on April 23, following H100’s initial announcement in March. The acquired entity, NSD, previously known as WR Start Up 594 AS, underwent a corporate restructuring, now maintaining direct and indirect ownership of Moonshot AS and PDI AS. Interestingly, H100 reported that NSD has no existing financial debt.
Valuation and Share Issuance
Although the 2,455.37 BTC were valued at approximately $62,900, this figure was intended only as a reference point rather than the market price for a direct Bitcoin purchase. The group employed the Coinbase BTC/SEK spot rate as of July 31 to determine the price for share issuance. It is worth noting that the exact average price for the overall treasury hasn’t been disclosed, complicating the attribution of all 2,455.37 BTC solely to that valuation.
The acquisition involved issuing a substantial 790,534,666 new shares at SEK 1.86 each, summing up to an approximate total consideration of SEK 1.47 billion. This deal was executed without any direct cash transaction, and the arrangements were settled via promissory notes from the sellers, aligned against the newly issued shares. Consequently, there was a significant dilution of about 70% to the existing shares of H100, yet the company communicated that the value in terms of Bitcoin per basic share remained steady because of how the share consideration was calculated based on Bitcoin inputs from each party.
Integration and Future Outlook
Following this acquisition, H100 has effectively integrated Moonshot and PDI into its corporate framework. PDI is noted for its strategic approach to Bitcoin management emphasizing capital preservation and risk mitigation, aiming to generate cash flow while maintaining exposure to Bitcoin. While these objectives reflect PDI’s operational strategy, they should not be interpreted as guaranteeing specific financial outcomes.
Executive Chairman Sander Andersen expressed optimism regarding the merger, stating it significantly enhances H100’s operational capabilities through added technology and market competencies.
Principal seller Geir Harald Hansen has agreed to a 12-month lock-up on the shares he received, with some exceptions, as part of the deal.
The newly issued shares are expected to commence trading on NGM Nordic SME shortly. This substantial transaction follows shareholder approval granted during the annual meeting held on June 23, which authorized the board to enact such share issuance as part of the acquisition agreement.
H100’s Growth Trajectory
H100’s impressive growth trajectory began with its first Bitcoin purchase in May 2025, where it acquired a mere 4.39 BTC. Following that initial foray, the company broadened its capital raising efforts and significantly ramped up its Bitcoin accumulation strategy. The newly generated shares will contribute to the further expansion of H100’s investor base, underlined by its recent entry into the Frankfurt market in July 2025.
In light of the recent transaction, H100 anticipates the swift admission of the new shares to trading as a key step in its ongoing corporate development.
